Komori
Governance1976MEISEI INDUSTRIAL Co.,Ltd.Construction and Materials

Notice Concerning the Board of Directors’ Opinion on the Shareholder Proposal

The Board of Directors resolved to oppose all 3 proposals submitted by shareholders: a share repurchase, making outside directors a majority, and changing the record date for the Annual General Meeting of Shareholders.

Worth reading
78Important
Scored from 3 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
104.7
Hundreds of millions of yen
Wording
Conditional
How definitive the wording is.

Governance structure

Company with an Audit and Supervisory Committee
Number of directors9 directors, including 4 outside directors (if the company proposal is approved at this Annual General Meeting of Shareholders)
Number of independent officers4Number

This is the number of people reported to the exchange as independent officers. Whether someone is an outside officer and whether they qualify as independent are separate determinations.

Committee2
Voluntary Nomination and Compensation Committeewith independent outside directors in the majority
Changes this time

The Board of Directors resolved to oppose the 3 shareholder proposals. No change to the corporate structure or other matters has been stated.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee
Number of directors9 directors, including 4 outside directors (if the company proposal is approved at this Annual General Meeting of Shareholders)
Number of independent officers4 (independent outside directors if the company proposal is approved at this Annual General Meeting of Shareholders)
CommitteeVoluntary Nomination and Compensation Committee, with independent outside directors in the majority
Changes this timeThe Board of Directors resolved to oppose the 3 shareholder proposals. No change to the corporate structure or other matters has been stated.
Items this document does not state (3)
Policy on cross-shareholdingsTakeover defensesControlling shareholder

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

Regarding the share repurchase, the proposed amount would substantially exceed the level of annual operating cash flow, potentially restricting growth investments and hindering the improvement of corporate value over the medium to long term. Regarding making outside directors a majority, this would limit the pool of candidates and hinder the formation of a Board of Directors that can respond flexibly to the management strategy. Regarding the change to the record date, this would delay dialogue with shareholders and the start of the new structure and increase administrative burdens and costs, while providing no clear benefits.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning the Board of Directors’ Opinion on the Shareholder Proposal | MEISEI INDUSTRIAL Co.,Ltd. (1976) timely disclosure | Komori